Common use of Placement Agent Clause in Contracts

Placement Agent. The Company acknowledges that it has not engaged any placement agent in connection with the issuance of the Common Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any --------------- a placement agent in connection with the issuance of the Common Sharestransactions contemplated by this Agreement. The Company shall be responsible for the payment of any placement agent's fees fees, financial advisory fees, or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' attorney's fees and out of out-of-pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged --------------- any placement agent in connection with the issuance sale of the Common SharesPreferred Shares and the related Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance of the Common Sharestransactions contemplated by this Agreement. The Company shall be responsible for the payment of any placement agent's fees fees, financial advisory fees, or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each the Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' attorney's fees and out of out-of-pocket expenses) arising in connection with any such claim.

Placement Agent. The Each of the Company and the Buyers, on their own behalf, acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common Preferred Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated herebypurchase of the Securities by the Buyers. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of out-of-pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges represents and warrants to each Buyer that it has not engaged any placement agent agent, broker or financial advisor in connection with the issuance of the Common Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, including attorneys' ’ fees and out of out-of-pocket expenses) arising in connection with any such claimclaim for any payment by any placement agent, broker or financial advisor.

Placement Agent. The Company acknowledges that it has not engaged any placement agent in connection with the issuance conversion of the Common Preferred Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' attorney's fees and out of out-of-pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance of the Common SharesRestructuring. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges represents and warrants to each Buyers that it has not engaged any placement agent agent, broker or financial advisor in connection with the issuance and sale of the Common SharesNotes. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions of any placement agent or broker relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, including attorneys' ’ fees and out of out-of-pocket expenses) arising in connection with any claim for any such claimpayment.

Placement Agent. The Company acknowledges represents and warrants to each Buyer that it has not engaged any placement agent agent, broker or financial advisor in connection with the issuance of the Common Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, including attorneys' ’ fees and out of out-of-pocket expenses) arising in connection with any claim for any such claimpayment.

Placement Agent. The Company acknowledges represents and warrants to each Buyer that it has not engaged any placement agent agent, broker or financial advisor in connection with the issuance sale of the Common SharesNotes and Warrants. The Company shall be responsible for the payment of any placement agent's ’s fees or brokers' broker’s commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, including attorneys' ’ fees and out of out-of-pocket expenses) arising in connection with any claim for any such claimpayment.

Placement Agent. The Company acknowledges represents and warrants that it has not engaged any placement agent agent, broker, or financial advisor in connection with the issuance sale of the Common SharesNotes or any other transactions contemplated hereby. The Company shall be responsible for the payment of any placement agent's ’s fees or brokers' broker’s commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, including attorneys' ’ fees and out of out-of-pocket expenses) arising in connection with any claim for any such claimpayment.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common SharesNotes. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any placement agent in connection with the issuance of the Common SharesExchange Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged --------------- any placement agent in connection with the issuance sale of the Common SharesPreferred Shares and the related Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not --------------- engaged any a placement agent in connection with the issuance sale of the Common SharesSeries C Preferred Shares and Warrants, which placement agent may have formally or informally engaged other agents on its behalf. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' attorney's fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any --------------- X.X. Xxxxxxxx & Co. as placement agent in connection with the issuance sale of the Common SharesNotes and the Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claimclaim by a placement agent or broker.

Placement Agent. The Company acknowledges represents that it has not engaged any --------------- a placement agent in connection with the issuance exchange of the Common Old Preferred Shares and the Old Warrants for the Exchange Preferred Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common SharesPreferred Shares and the Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common SharesPreferred Shares and the related Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any placement agent in connection with the issuance of the Common Warrants or redemption of the Preferred Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common SharesPreferred Shares and the Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' brokers commissions relating to or arising out of the transactions contemplated hereby, if any. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any placement agent in connection with the issuance sale of the Common SharesPreferred Shares and Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, 37 any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged --------------- any party, person or entity as placement agent in connection with the issuance sale of the Common SharesShares and Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged --------------- any party, person or entity as placement agent in connection with the issuance sale of the Common SharesNotes and the Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance of the Common Sharestransactions contemplated hereby, which placement agent may have formally or informally engaged other agents on its behalf. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' attorney's fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any --------------- X.X. Xxxxxxxx & Co. as a placement agent in connection with the issuance sale of the Common SharesNotes and the Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common SharesPreferred Shares and the related Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common Mandatory Preferred Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common SharesPreferred Shares and the Warrants. The Company shall be responsible for the payment of any placement agent's ’s fees or brokers' ’ commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Purchaser harmless against, any liability, loss or expense (including, without limitation, attorneys' ’ fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance sale of the Common Preferred Shares. The Company shall be responsible for the payment of any placement agent's fees or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor Buyer harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance of the Common Sharestransactions contemplated by this Agreement. The Company shall be responsible for the payment of any placement agent's fees fees, financial advisory fees, or brokers' commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' attorney's fees and out of out-of-pocket expenses) arising in connection with any such claim.

Placement Agent. The Company acknowledges that it has not engaged any a placement agent in connection with the issuance of the Common SharesReplacement Warrants. The Company shall be responsible for the payment of any placement agent's fees or brokers' broker's commissions relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold each Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.